Storm Warning: The First Avengers
by LovingBOBThePacific
Summary: What happens when a human experiment and a gifted, traumatized orphan are brought together as a team? Grace was experimented on and lost her last family member when she was five. One becomes two and later three when she meets Bucky Barnes and Steve Rogers, both protective of a girl who's lost everything. Will she be able to fight her demons and protect her new family from HYDRA?
1. Prologue

**Hello all! This is a rewrite of a fanfic I once began writing called "Stars and Stripes" that was shortly published on before I put it down again. This is also my very first, real Marvel fanfiction, so I'm really excited! :) I really hope you'll enjoy!**

 **This fic will be based on Captain America: The First Avenger**

 **Here's a link to a playlist for the franchise - songs may be added along the way: youtube dot com slash playlist?list=PLJKPr4nzBppfH6ES5yaLDlRap-l5MGJ07**

 **Disclaimer: I owe nothing but my own characters and creative freedom in some cases. Everything you recognize belongs to Marvel.**

General Warning: There will be in some chapters be mentioned and visualized situations of child experimentation, abuse and torture. So if this triggers someone, please thread carefully. Thank you.

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 **Storm Warning: The First Avengers**

 **Prologue:**

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" _Lapsus Memoriae" – latin, ' a slip of the memory'_

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 _November 20_ _th_ _, 1940 – New York City_

"What are we going to do with her?" Howard Stark voiced concernedly as he watched the little girl turning and thrashing in the bed in the interrogation room they had turned into a make-shift bedroom. He'd like to admit that he never had been particularly good with children, but the sight before him was unnerving and made the brilliant inventor uncomfortable, instantly feeling sympathy towards the child and hatred towards the bastards who had done this to her.

"Oh, I don't know, Stark. Maybe we ought to help her." Colonel Chester Phillips retorted sarcastically at the younger man. The Colonel too frowned uncomfortably at the sight before him. He was a tough, no-nonsense man, but he felt empathy towards the little girl in the bed and what she had endured. Most men he knew wouldn't have made it before having gone mad. But this girl wasn't a normal girl either. Her family history suggested that there ran a mysterious mutation in their blood. This girl was the last of them. At the table before him, four files were open; two males, two females.

The girl looked like her mother with most facial features, but she had her father's jaw and hair color while the older brother looked like their father the most. Colonel Phillips hissed quietly to himself when he saw the brother's DoD: June 20th 1934. The girl before him had been a captive of HYDRA for six years of her life. She was born in 1929. Her brother was killed and she was abducted on June 20th 1934 – five years old.

"It won't be easy." Dr. Abraham Erskine commented, watching the girl with concern, a thoughtful frown appearing on his face. "Not one bit."

The doctor looked thoughtfully down at the files in front of the Colonel. The reports from the medical personnel told him that she was beyond reach mentally for her age, and she was unstable. The older man closed his eyes regretfully, anger slowly welling up in him. He had seen what they had done to that little girl. He had seen the innocent light slowly being drained out of her eyes. In the end, she had stopped screaming or fighting against them when they experimented on her. She lay there numbly, letting them do what they wanted. Her home for the past six years had been dark cells below the surface of the earth and her only company had been him for periods of time until the SSR and Agent Carter had found and rescued them.

"What are you thinking, Doctor?" questioned Agent Peggy Carter politely. The young British woman had impressed him remarkably. She was strong and independent. He too knew of her heartbreak of losing her older brother to the war shortly before she joined the special British forces, only to be loaned to the Americans a month before her rescue mission of him and the girl.

The Doctor frowned as he came up with a quite special solution in his head. He had never tried it before, but neither had he with the Super Soldier Serum before Johann Schmidt, the head of HYDRA, forced him to test it on the young girl before he was forced to test it on Schmidt himself. The young girl's transformation had been painful but successful – Schmidt's not so much. He didn't know if it had ultimately been because of the girl's mutation that it had succeeded, or if it was because of her mindset as innocent and good that had done the trick. Schmidt had become disfigured at the transformation and had become even more terrifying and wicked. Nonetheless, it had worked and perhaps this could work too.

"It's risky," he spoke admittedly, "But I believe it could be possible to erase some of her memories."

"Is that possible?" Howard asked, obviously surprised.

"It is possible." Dr. Erskine repeated. "But again, risky."

"Would you do it?" Colonel Phillips asked with a raised eyebrow.

Dr. Erskine looked determinedly at the American Colonel. "I saw what they did to that poor girl. I would do anything to erase those horrifying memories from her mind. No one should have to go through such torture."

"But would it be something she would wish for in the long run?" Agent Carter questioned softly.

"She could become an important asset for the Allies in this war if she can control whatever's going on inside, Agent Carter." Colonel Phillips commented. "Besides, the memory slip would be permanent, right Doctor?"

The Doctor shook his head sadly. "I'm afraid a permanent procedure is not possible to create with the resources we have. But a temporary memory slip would let her grow at least some years, before she must confront her past once again. It would give her the time to grow and mature. Help her become stronger."

"How long do you need?" Colonel Phillips questioned.

"Give me a week." Dr. Erskine nodded.

Colonel Phillips nodded acceptingly, before he looked around at everyone present in the room.

"And we all agree that this is the way to do it?" He questioned, looking thoroughly at all of them. Doctor Erskine and Howard nodded quickly while Agent Carter hesitated, looking at the girl before her, biting her lip thoughtfully.

"Peggy?" Howard questioned softly.

The agent's eyes narrowed to Doctor Erskine. She sent him a nod and stated, "If this is what Doctor Erskine thinks would be best for her, then I'm in."

Doctor Erskine nodded. "Excellent. I believe it would be good to have someone try to connect with her meanwhile also. It would make the transition and the process so much easier that there will be a familiar face once she wakes up from the procedure."

The doctor and the Colonel's eyes immediately looked to Peggy and Howard. The latter's mouth opened in shock as he comprehended the doctor's suggestion.

"I—I'm not good with kids, children." Howard stuttered.

"He really isn't." Agent Carter agreed, directing a side-ways smirk at the inventor.

"Nonsense." Doctor Erskine denied with a smile. "You clearly show empathy for the girl, Mr. Stark. The rest comes with time. The same goes for you, Agent Carter."

"So," Howard started, slowly pointing between him and Peggy, a boyish and suggestive smirk slowly appearing on his face. "The both of us? Like a family?"

"Goodness, no." Peggy snorted, sending him a look.

Doctor Erskine smiled at the inventor's flirting manner. "I don't believe that should be necessary, Mr. Stark. I believe the dear girl merely needs someone she can go to, people who'll make her feel safe."

At Howard's slight disappointed look, Colonel Phillips then cleared his throat and slowly began to lead the doctor out of the door, declaring. "Now where that's settled, I'd suggest we'd leave the two guardians alone for a while. Don't you agree, Doctor?"

Erskine didn't get to agree before Colonel Phillips had closed the door behind him again.

Silence fell upon the two remaining persons in the viewing room. Peggy managed to sneak glances at Howard, who had turned his attention back to the girl behind the glass. Her thrashing had ceased, but had instead been replaced by soft, heartbreaking whimpers.

Peggy frowned and swiftly turned the red button in front of her, silencing the whimpering by turning off the sound.

"You've gone awfully quiet, Howard." She commented softly.

"I wonder what would go through a person's head when they put a kid through something like that. It's always awful when you hear of people being tortured, but it becomes worse when it's kids." Howard stated, his gaze not leaving the ten-year-old's figure.

"Is that Howard Stark going soft I hear?" Peggy teased lightly though she couldn't help but agree with him.

"Of course not," Howard snorted, straightening himself into his full height. "It's merely me stating the facts."

Peggy chuckled softly at the inventor's fluster, seeing straight through his lie. Sending him a smirk as she made to open the door, she spoke. "If that's what you want to call it, then fine. But I know that this girl has moved something in you despite the short amount of time I have known you. And you can't run from it like you do with the other young ladies."

The British agent then too left the room, leaving Howard Stark stand flabbergasted by the British woman's declaration. He would of course never admit it out loud, but she could be right. The sight of the deeply troubled girl had moved something in him, but he wasn't sure what to call it yet. He was nervous about the whole guardianship as Colonel Phillips had called it, but he thought that he at least owed it to the girl to give it a try, and he wasn't alone. Peggy, a woman who seemed to surprise him for every time they crossed paths which had been a lot lately, would be with him on this. And she was a woman. A British agent of a woman, but nonetheless still a woman. And Howard had read somewhere that every woman except for a few had maternal instincts. He could get through this – with a little help. He just prayed that he wouldn't ruin the kid further with his persona in the process.


	2. Chapter One: Un-break-able

**Here's another chapter, just to get started :)**

 **Disclaimer goes for all chapters.**

 **Enjoy ;).**

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 **Storm Warning: The First Avengers**

 **Chapter One: Un-break-able**

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" _To be yourself in a world that is constantly trying to make you something else is the greatest accomplishment." – Ralph Waldo Emerson_

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 _June 23th, 1934 – A HYDRA base somewhere_

"Jake."

Deep down below the surface of the earth, a heartbreaking whimper and sniffs could be heard again, again and again.

Not understanding what was happening, a little girl at only five years old had curled herself up in a corner, her knees pulled up to her chin with her small arms hugging her frail and skinny legs tightly.

She had barely understood how she had ended up here. One minute, she is with her older brother, Jake, going on a ferry trip and the next thing she knows, she wakes up there in the dark room, an empty feeling in her heart numbing her from the pain from the scrapes on her knees. Something bad had happened to her brother, just like something bad had happened to their parents. He had been so still, although she had shaken him very violently, thinking Jake was playing with her. But then she saw the large pool of red forming under him and then noticed the red circle right where he had showed her the heart was once. The evil men had taken him from her just like they had done with their parents too. Everything seemed to make sense now. That's why her mom always talked about angels and Heaven, and that everyone had to go there one day.

She didn't know where she was, but she really wanted to go back to Staten Island now. Her parents had taken them on a small vacation the year before, before the both of them went to Heaven. Jake hadn't been able to find a way to get home, and no one would believe his story about heavily armed men clad in black who had hurt both of their parents. So, she and her brother went on an extended vacation, traveling around – at least that's what Jake had said. That was until a few days ago.

At least she thought it had only been a few days. She couldn't really tell as there was much too dark in the room around her. No windows, no nothing. Then again, it wasn't a completely normal room as there were three walls and a set of bars instead of four walls – just like she had seen in some of the adult motion pictures she hadn't been allowed to see when she was supposed to be asleep, but which she had caught glimpses of anyway as she often had snuck back down when they had been at home. Home.

She wondered what had happened back home while they had been away. Were her playmates missing her? Had someone bought their house by now? Did anyone even wonder where the little family had gone?

The little girl shivered, wrapping her arms tighter around herself as if it would hold onto her body heat. She didn't know much about the world, but her mother had taught her and her brother to always be kind and courageous and most importantly treat others the way you want to be treated. But she knew that these men in weird, dark clothes were definitely not going under the definition of being kind. They had pulled and grabbed her hard. She had bruises on her arms to prove that. She also had several scrapes on her knees after the men had pushed her roughly to the ground when they placed her in the room.

What her five-year-old brain just couldn't understand was why? What had her family done wrong to be treated badly and taken away from her? Had she done something?

The little girl was thinking thoroughly, trying to find a reason. When she didn't find one, the tears suddenly welled up in her eyes at the realization that she couldn't find a solution to the problem and that she was all alone in the big, wide world. There was no Dad to give her piggy back rides or tickle her mercilessly. There was no Mom who would sing to her and comfort her and kiss the spot where it hurt when she had fallen. And there was no Jake, who was her constant rock. He was her big brother, whom gladly had tucked her in every night if he could, the one who would chase away the monsters under her bed when their Dad couldn't, and the one who would play with her all day long if he could. All gone.

She started sobbing quietly again as waves of sadness overcame her. Why was she here? What did they want with her?

"What do you want?" She croaked to no one in particular, her throat dry from the lack of water. They were bringing her food and water every day, but she only picked at the food as she didn't like it, and the guards wouldn't bring her more water than the cupful she received – even if she asked nicely!

The guards had left her alone a few hours ago. They were speaking in a language she didn't know, but she saw one of them gesticulating to his stomach to the other, so she guessed they had gone to get something to eat.

She suddenly froze as she could hear the dangling of keys from down the hall. Someone was coming. She looked down as she could hear several sets of footsteps approaching hastily. The girl looked up as the footsteps stopped right outside of the cell and another sound of dangling keys were heard.

The door was unlocked and two men still clothed in black approached her determinedly.

She immediately recoiled and begged, "No, no. Please don't. I promise I'll be good, just please don't hurt me."

But her begging was to no avail. The men grabbed her easily by the arms despite her struggle and hoisted her into the air, carrying her between them. Tears were rolling freely down her cheeks as she kept begging them to stop for deaf ears.

They led her down another long hallway with many doors on each side. The girl looked fearfully around, not understanding what kind of place it was. They turned a left and a right before turning another right before they walked through a large door. Here, she was met with several men clad in white clothes, almost looking like doctors. A man who seemed to be in charge walked up to them, taking a look at the girl before addressing her captors in the foreign language again.

The captors immediately complied to whatever the "doctor" seemed to have said as they immediately pulled her with them before lifting her onto the table in front of them, a shriek escaping the girl's lips. She struggled against them when she saw that they were going to bind her to the table.

"No, please don't." She begged. "I promise I'll be good."

But the men ignored her and tied her hands and legs tightly. After completing their task they stepped away to the side, letting the doctor in charge come forward, looking down at her somewhat admirably as if he was beholding something precious to him. The little girl looked fearfully up at him as he began speaking the other language again – only this time, it seemed as if he was addressing her. She frowned, tears rolling down her cheeks, as she tried to comprehend the meaning behind the doctor's words.

" _Pretty little girl_." The doctor finished, tracing a single finger on her cheek. The little girl immediately turned her face away, the doctor's touch sending an uncomfortable chill through her body.

"I am afraid that she will not understand what you are saying, doctor. It is the fewest Americans who speak, let alone understand German if they are not descendants of Germany."

The little girl looked fearfully up at the new arrival and instantly started squirming when she saw it was the same man who had taken her brother from her. He seemed to be the one in charge overall. She thought she had heard his name. Schmidt. Johann Schmidt.

The doctor then looked down at her again and huffed sadly, speaking in very broken English. "Such a pity."

"Is the experiment ready?" Mr. Schmidt then demanded sharply.

"Ja, Herr Schmidt." The doctor nodded eagerly and carefully picked up a syringe which she recognized from the few times she had been to the doctor's office. Only this time, this syringe contained a red substance.

" _Truly magnificent_." The doctor spoke, looking from the syringe to the girl.

"It will be." Schmidt agreed. "Magnificent indeed if this one could become like her mother before her…unfortunate demise."

"You…you took her." Rage fizzled slowly inside the girl as she croaked out the words. She was shaking in fear, in anger. No one reacted to her comment besides from Mr. Schmidt who raised an eyebrow, his lips curving upwards in a wicked grin, before he nodded at the doctor. "Now, doctor, if you would proceed. I believe we have waited long enough."

The doctor inclined his head. "Yes, Herr Schmidt."

He then grabbed her arm. The girl fought with whatever she had, but since she was bound tightly several places, there was nothing she could do. In despair, she began crying out loud, begging them to stop. Unrelenting, the doctor patted the crook by her left elbow on the backside where her blood veins were visible. Her sobs shook her body and she whimpered painfully when the syringe pierced the skin and entered a vein. Through blurred eyes, she watched the red substance being pushed out of the syringe and into her blood vessels. The doctor then sent Mr. Schmidt an eager grin and nodded.

"Splendid." Mr. Schmidt commented as the girl suddenly began feeling funny, her eyes beginning to feel heavier and heavier. The girl's whimpers continued by the new feeling of something unknown and scary happening to her, all while Mr. Schmidt and the doctor now stood and hovered over her.

"May I ask why her, Herr Schmidt?" the doctor questioned.

The man's face then lit up into a wide, wicked smile as he motioned to the girl on the table before them, causing the girl to squirm again. "Look at her, doctor. Those wide eyes. That innocence. There is nothing easier to manipulate than a pure, innocent child."

A last whimper escaped the young girl's eyes as her eyelids slit shut, the world going dark to the girl once again.


	3. Chapter Two: Night of the Long Knives

**My apologies for the long wait, guys. But life has begun picking up again - and I got a new job, so everything's been a bit hectic with little to no time to write. So, the updates will be sporadic at least for a while yet for both stories. Sorry about that. Enjoy :)**

 **Oh, and competition time! There's a hidden movie quote in the chapter somewhere - the first one who finds it gets nerd points and a preview of the next chapter (:**

 **Disclaimer goes for all chapters.**

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 **Storm Warning: The First Avengers**

 **Chapter Two: Night of the Long Knives**

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" _Fear Cuts Deeper Than Swords" – George R.R. Martin_

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 _July 1_ _st_ _, 1934_

Fear.

Fear was the only emotion she seemed capable of feeling. And it was tiring her out. All she wanted was for this nightmare to end, although she deep down knew that this was not a bad dream her brother would wake her up from, looking down at her concernedly with those green-grey eyes. There would be no Mom and Dad to fulfill her faraway dream of the completely ordinary, functional family they once had been. It had been taken from her while she was still learning what the world was, before she had a chance to grow up in it.

The little girl found herself strapped to the cold steel table once again. She tried squirming, but she almost immediately felt pained cramps and an ache in her arms and hands that caused her to stop before she had really started.

She noticed that the guards were still there, standing off to the side, staring into the air. In the start, she had tried appealing to them, begged them to help her but soon, just like with everything else, she stopped trying. It was like screaming at a door. Her plea went for deaf ears.

She thought why this had happened to her. Why had her family been targeted like that? What had they done wrong, besides from being Americans in a foreign country? What was so special about them?

From what she could remember with her fuzzy, five-year-old mind, her family was completely ordinary. Her father had been working to get food on the table and her mother had been a dedicated and loyal wife and loving mother, who raised her son and daughter to believe in love, hope and dreams. And her brother. Oh, Jake had been the best older brother she could have asked for. He would have protected her, always.

" _And he did…"_ she thought, new tears streaming down her face, replacing the old stains from yesterday.

"Have courage…" she croaked, remembering her mother's words. "And be kind."

The door then went up, causing her to jump at the sudden disturbance of peace. She whimpered when she saw that it was the doctor, who had returned with a newly appointed scientist in "mutations" she had overheard. She didn't know what the word meant, only that it had to have something to do with what they had done to her. When she had woken up again after having passed out, she was back in the dark room. For the first few hours she hadn't felt a thing, but after that she began feeling funny. It was tingling inside her, then her stomach started churning and she felt sick before she felt it tingling all over again. And it was constant, like there was something constantly working inside her. She was scared, so scared. And she was all alone. She just wanted this to stop.

As the two newly arrived men started discussing something in their language heatedly, once in a while throwing frustrated glances her way, she felt as if her body had gone into survival mode. She felt numb, the only thing filling her was the fear that gnawed away at her. She tried hard to recollect any happy memories, but the only thing she could remember was her brother's voice.

" _Gracie.."_ Jake's voice was melodic in her ears, his laugh contagious and his smile even more so. He had been "most handsome" as their mom had said it. She had noticed it too. Everywhere they went, young girls would always look at them – more specifically at her brother. Grace..That was her name. Grace Hazel Thomas.

Then she remembered the song. Her mom used to sing it to her every night, but when she was gone, Jake had sung it to her instead. Grace remembered Jake's voice being slightly awkward singing it in the start, but when he had seen her unhappy face, he gave it his all, and it had kind of become their song.

" _Lavender's blue, dilly dilly_

 _Lavender's green,_

 _When I am king, dilly dilly_

 _You shall be queen."*_

Grace could see his playful smile before her eyes as well as the twinkle in his eyes. She would do anything to have him hold her just one more time.

"Liebling."

The doctor's call to gain her attention caused Grace to squirm, immediately breaking out of her reminiscing. She closed up again, and any trace of warmth and happiness she had conquered while she had been left alone was whisked away in a matter of seconds. Instead, she began whimpering, fighting her bonds again when she saw the scalpel in the doctor's hand as he began hovering over her. She had stopped talking almost altogether. Instead, she whimpered.

Realizing that there was no way to get away from the scalpel, Grace shut eyes closed tightly and turned her head away. The stubbornness in the five-year-old refused to let them see that she feared them. Then the door opened surprisingly again, and a gush of fresh air, a small wind, entered the room. She just wanted the scalpel to leave the doctor's hand so he wouldn't hurt her.

A whoosh followed by the sound of a metallic clang sounded. Grace then heard gasps. Slowly, she opened her eyes and dared to look back at the doctor, who was still hovering over her, but in his hand where the scalpel once had been, there was nothing. The doctor looked bewildered. Grace caught movement from out of the corner of her eye. It was one of his timid assistants that hadn't once been able to look Grace in the eyes, who had bent down and picked something up from the floor. Something shiny. Grace gasped quietly. The scalpel. What had happened?

Grace looked away from the assistant and then met the doctor's gaze who were now smiling widely. Grace whimpered at the sight. That wasn't a good sign. But neither was an angry doctor.

"Gentlemen." Grace jumped at the new, yet unmistakably, uncomfortably familiar voice.

Grace lifted her head a little to see Johann Schmidt stand by the door with a strange, small man with glasses she hadn't seen before. She gulped, panic slowly rising inside her when she saw Schmidt's satisfied smile. If you could even call it that.

"It seems that our little experiment is successful so far." Schmidt continued proudly, his voice boastful, obviously not meant to be overpowered. He then turned everyone's attention to the small man beside him with a look as he motioned to him. "Let me introduce a new asset: Our new advanced exo-skeleton armor researcher, Arnim Zola."

The small man looked slightly uncomfortable and perhaps frightened, but Grace hadn't met anyone yet who weren't afraid of Johann Schmidt. Fear convulsed inside her when Schmidt then looked directly at her. She immediately looked away. Still, she could hear the satisfaction in his voice as he spoke, "Soon we will have everything we need and then HYDRA's mission will succeed without any doubt."

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* Song: Lavender's Blue (Dilly Dilly) ~ Cinderella (2015)


	4. 3: Dr Erskine and the Nuremberg Laws

_Hello everyone! Merry Christmas to those who celebrates Christmas and Happy 24th of December to those who don't! :) I, for one, am going to my grandparents later for Christmas this year - so happy and excited! So, here's my Christmas gift to you all - an update of both Goldenflower and Storm Warning! :O  
Yes, I know, it's been more than awhile, but I've been occupied with some other things, but I've gotten some writing done which I will continue to do, and I'm really happy with what I've written so far. So, I really hope you'll enjoy it too!  
Once again, Merry Christmas! :D  
Disclaimer goes for all chapters.  
Enjoy ;-)._

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 **Storm Warning: The First Avengers**

 **Chapter Three: Dr. Erskine and the Nuremberg Laws**

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" _Some are born great, some achieve greatness, and some have greatness thrust upon them." – William Shakespeare, Twelfth Night_

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 _September 14_ _th_ _, 1935 – Somewhere in Germany_

Grace shivered. The small, hard slaps she had given her shoulders with the flat part of her hands, as she continuously wrapped her arms around herself, was only numbing for a moment or two as a distant reminder of what it felt like to feel warm.

She had given up on begging herself to a blanket. She didn't know why she even tried. It felt like she had been in this place forever, and not once had the guards shown any signs of empathy towards her. The six-year-old sniffed once again, her nose beginning to stop at the mercy of an advancing cold. The guards seemed like puppets to her. They never left their spots by her cell unless there was a guard shift or if they were told to. They never spoke and rarely ever shifted. Sometimes she actually thought that they were robots. That was until she noticed the small peaks of skin underneath their gear by their necks. It was somewhat the same skin tone as hers. So why was she in here and they were out there?

Then a gust of wind ran through her cell as if someone had just opened a door, and a bubbly feeling appeared in her stomach. It wasn't that exciting bubbly feeling she had gotten when Jake had pushed her on one of the swings, or when he had swung her around himself. It was as if something unknown was stirring inside her. Then she realized. The experiments. The hours where they would force her to "use her gift", referring to when she had forced the scalpel out of the doctor's hand by holding up her hand and begging him to remove it.

Grace was scared. She didn't see whatever they had done to her as a gift. It made her feel uncomfortable and weird. It wasn't natural. She shouldn't be able to force anything out of anyone's hands. What was happening to her? What had they done? Why her?

She didn't think her six-year-old-self was something special. And from what she could remember, her family hadn't been either. Her father, Daniel, had been an accountant while her mother, Evelyn, had been a teacher. Jake. Her older brother and her father would be the closest guess of superheroes in her head. Always there to save her and her mother's days if they were sad. Then she whimpered as she relived the memory of being strapped to that table where everything changed. They mentioned her mother and her blood. What was so special about her mother's blood? She was an ordinary woman, but the most beautiful, compassionate and kind woman in Grace's eyes.

Everything was so utterly confusing to Grace. She was scared senseless. Her mother had always told her with a soft smile that she was the bravest little girl she knew. But right now, Grace didn't feel very brave. It was all too much. She looked down at herself. Her skin had paled visibly, dirt and scratches covering her bare legs from the knees and down. Her arms were bruising from the brute force of the guards. And her dress – her favorite dress - were torn several places, and the rest of it was smattered with stains of dirt and a bit blood. It had once been a pretty dark-green. Now, she couldn't really tell what color it was.

At six years old, there was so many things Grace didn't understand, but she understood that the persons keeping her here wasn't nice at all, and that this wasn't normal. She just wanted to go _home_.

Tears began building up in her eyes, only to fall as she began sobbing. She realized that she might not have a home anymore. And even if she came back to Staten Island again, where would she go?

"Mom…" Grace hiccupped. "Dad..Jake? Please…I don't want to do this anymore…I want to go home."

The six-year-old then jumped as a loud clank sounded way in front of her. Afraid, she looked up, immediately cowering as one of the guards glared at her. He had apparently turned and swung his small staff across the bars to silence her. Now, he was staring her down sternly.

With wide eyes, Grace then averted her gaze away from the guard. Instead, she turned around so that her back was towards the guards and her front was towards the wall. There, she lay down, immediately shivering as her body hit the cold concrete floor. She wrapped her arms around herself. There she shut her eyes tightly, wishing over and over again that she could wake up from the nightmare she was living in. But, as many times before, she soon realized that there was no waking up. There was no warmth, no love left for her. Gone was her mother's melodic voice and laughter along with the smell of her significant, sweet perfume. Gone was her father's arms holding her safely and the proud twinkle in his eyes whenever he looked at her or Jake. And gone was her role model, whom she always had looked up to. Gone was the affectionate ruffle of her hair which she loved and only hated when their mother had done her hair. Gone was her brother's arms holding her protectively on these nights she couldn't sleep. It was all gone. Grace was beginning to feel numb. It was all gone.

 _~SW~_

" _No, no, no, no! Me never go to 'ed!" a three-year-old Grace shrieked, the bubbling childish laugh following completely wiped the small annoyed frown off Daniel Thomas' face. It wasn't Grace per say the father was annoyed at – he had started the chase himself – it was more the thought that his three-year-old daughter currently was outrunning him._

" _Have I really become that old?" he asked himself as he was chasing the toddler around their apartment on Staten Island. It was a Friday, so it wasn't because he or his wife Evelyn had work to wake up to the next morning, but the clock neared 8 pm – the little monster had been awake for an hour more than usual – and it could be felt. Grace was like her brother an energetic kid, and now where she was becoming tired, the energy became strained and over-geared as she slowly had become over-tired. Then a swell of pride rushed through Daniel by the thought of his nineteen-year-old son whom had accepted a scholarship to play baseball and study at UCLA. Jake was a great kid and was slowly becoming a man. His son had always been very aware of his responsibilities at school and at home, had always been hard-working, and he had always been very caring and loving towards his younger sister. It would be hard on his parents when he would leave New York for Los Angeles, especially on his sister, but Jake deserved this chance more than anyone._

 _Daniel then snuck around the corner in the kitchen where he saw his daughter had stopped. Grace leaned against the kitchen dish, her eyes fluttering tiredly. Daniel smirked. He had her now._

 _When Grace noticed her dad coming into view, she shrieked in delight – the tiredness that was slowly overcoming her completely forgotten. His father grinned in return as he approached her with heavy steps like the dragon from the many times they had played the warrior princess and the dragon. Grace giggled and immediately took off in the other direction, making her father quietly sigh before he smiled softly and followed her. Despite the fact that his three-year-old was outrunning him and otherwise had him wrapped around her little finger, Daniel wouldn't have it any other way. These little episodes with Jake at night before bed was long over, and he would make sure to enjoy these moments with his youngest, his only little girl._

 _Meanwhile, Grace had just rounded the corner from the living room to the hall, when she bumped into something hard. She landed on her behind, and for a few moments she just sat there stunned. Then the burning pain in her behind occurred because of the crash landing to the floor and the three-year-old whimpered, tears building up and falling steadily down her cheeks as she looked up to see what wall she had run into. She looked up and could, despite the tears, make out a blurred version of her older brother, who was smiling concernedly down at her._

 _Jake chuckled softly before he bowed down and picked his sister up with ease. "Now, now. What's this, little Typhoon? Huh? Don't cry, it was just a little bump. It's okay. I've got you."_

 _Grace squeezed her brother tight before she pulled away to look him in the eyes. She sniffed wetly. "Just a little bump. I'll be okay, Jakie."_

 _Jake chuckled wholeheartedly. "I know you will, sweetie. I know."_

 _The older Thomas' eyes then began shining with mirth as their clearly flustered and breathless father emerged and approached them with a light frown on his brows at the sight of his daughter's teary eyes, but was relieved to see that Jake had prevented the disaster._

" _You all right there, Dad?" Jake questioned with a smirk as the older man was panting lightly._

 _Daniel couldn't help the smile tugging on his lips, but quirked an eyebrow at his son. "Watch it, son."_

 _Jake chuckled, a glint twinkling in his eye before looking at his sister in mock-shock. "I wasn't doing anything, now was I, Gracie?"_

 _He got the reaction he wanted as his sister instantly giggled and looked at their father defiantly with an adoring smile. "No, Jake wasn't doing anything at all, daddy."_

 _Daniel couldn't help but smile and tipped his toddler's nose with his finger. He chuckled, "Bed. Now."_

 _Jake smirked and mock-saluted. "Yes, sir."_

 _The nineteen-year-old then adjusted his hold on his sister. "C'mon my little Typhoon. Your cloud awaits."_

 _Grace giggled and wrapped her arms tighter around his neck as they walked towards the bedrooms._

" _I'll be right there." Daniel called after them, a soft smile playing on his lips._

 _Jake did a wink with his fingers, letting his father know he had heard, while his daughter sent her a toothy smile before giving him a little wave._

 _In the exact moment that his children had disappeared into Grace's room, the door to the nearby bathroom opened, and the love of his life appeared with damping wet, auburn-brown hair._

" _She's a whirlwind that one." Evelyn's smile and melodic voice made her husband fall in love with her all over again._

 _Daniel smiled before placing a peck on her lips, looking his wife deeply in the eyes. "Just like her mom I'd believe."_

 _Evelyn's eyes suddenly filled with worry. "Do—Do you think she's like me?"_

" _Darling," Daniel took a gentle hold of his wife's arms. "You're worrying too much. I haven't seen any signs, but so what if she is? You're a wonderful person despite what you think. And she'll be too. She's ours. It doesn't matter what others would think."_

" _Daniel, you don't understand." Evelyn looked worriedly at her husband, a hint of exasperation in her voice. "It's dangerous. There are some…people who'd do anything to get ahold of people like me. To experiment on us, hurt us."_

" _Evelyn." Daniel looked seriously at her, tightening his hold on her softly. "I may not be entirely like you. But I promised you this when we married, and I promise you this now. For as long as I live, I won't let anything happen to either you or the kids. I'd protect you with my life."_

 _Evelyn cupped Daniel's face with her hand, looking up at him sadly, her eyes glistening wetly._

" _That's what I'm afraid of." She said softly before pulling away. Daniel's brows furrowed worriedly and was about to say something when their daughter's shout reached their ears. "Daddy! Jake and I've been waiting like forever!"_

 _Evelyn's lips formed into a sad smile before she motioned to the room with her eyes. "Seems as if our daughter craves your attention, daddy."_

 _His wife left him to stand there, helpless and unknowing as to what to do. They had had many conversations like this, mainly after the kids had been born, and to him he seemed to lose every time. But he couldn't understand how his wife forgot the obvious. If he didn't want to risk being in harm's way, he would never have married her. And here they were – married and two kids later, and she still feared she was dooming them all. He loved her, with her abilities – the full package. She hadn't used them since Jake was born, but it ran in her blood. It would never go away. She was born this way. And Daniel loved her._

 _Daniel looked to the stairs and swore that he would be true to his promise to his wife. As long as he was still breathing, he would protect them._

" _I'm coming, sweetheart!" he called to his daughter before he with a last look towards where his wife had disappeared to, walked towards his daughter's room, putting on a smile for show._

" _I'd protect you, now and always." He muttered._

 _~SW~_

Grace woke up at the rattling of keys. Fear instantly filled her. Her legs cramped. Everything hurt. They were coming for her again.

At another rattle, she wiped her sleepy eyes and pressed herself further against the wall, wrapping her arms around herself before looking down at her lap. But instead of hearing simply the rattling of keys, she also heard the sound of people talking. Suspiciously, she frowned. That hadn't happened once while she had been there. Was this a new way to trick her?

However, she discovered, as the voices drew nearer that it wasn't pleasant talk. It was Schmidt, the man Grace had come to know as Arnim Zola and a third unknown male voice accompanied by heavy footfalls Grace knew so well in the form of armed guards. Grace looked down again as the voices came nearer and nearer.

"Ah, and now to our surprise, doctor." Schmidt exclaimed when they were right at her cell.

Grace looked up, terrified as the guards rattled with the keys to her cell and whimpered when the door went up and the guards stepped into her cell.

"Please…" she begged as the guards neared her without hesitation.

"What is the meaning of this? She's just a child." The unknown male spoke boldly, while looking incredulously at Schmidt. He had an accent as well, but his was lighter than Schmidt's. He was an elderly man, older than both Schmidt and Zola, Grace would say. Despite the company he was holding, the new man looked rather nice. Not very tall with bushy dark hair with grey streaks in it and dark eyes hiding behind his very round glasses.

"I don't want to." Grace whimpered as the guards almost had reached her.

Schmidt thudded and clicked his tongue. "Not just any child, doctor. This is the child of a mutant."

"Impossible." The doctor retorted, his voice wavering as he looked at her with pity. It was the softest and nicest look Grace had received in a long time. And that created a fuel of hope disguised as anger and frustration inside her she hadn't felt since she had been taken away from her family.

"No!" Grace shouted suddenly as one of the guards reached for her. "I don't want to!"

Before any of them knew what happened, Grace had put up her hand and closed her eyes, immediately feeling a strong gust of wind surround her and leave her hand. She opened her eyes when she heard a thud. She looked up to see the second guard stand frozen, looking back at his comrade on the floor at the opposite wall, whom were groggily coming to his senses.

"Impossible." The doctor said again.

Grace was frozen in place as well. What had she done?

Schmidt clicked his tongue again, satisfaction obvious in his voice as he nodded approvingly to Zola. "Seems as if the experiment worked perfectly. She's getting stronger."

"What experiment?" The doctor then questioned worriedly.

Schmidt's lips pursed as he sent the doctor a look that made Grace's skin crawl before he shortly looked at her.

"Sedate her." He voice was slick as he spoke. Grace froze shortly.

"No, please." She begged, tears slowly running down her face. "I'll go willingly. I'll be good. Please. I'm sorry."

"No!" she cried and tried to rip her arms from the first guard's grip, but at this distraction the other guard pulled out a syringe and injected it into her left shoulder. The content of the syringe immediately kicked into effect as Grace suddenly felt very drowsy and dizzy. She collapsed with a whimper into the waiting guard's arms. Her tearful eyes met the doctor's who stared back at her sadly. The last thing she saw and heard before her eyes flickered shut were the doctor's face along with his and Mr. Schmidt's voices: "What is so special about this little girl that she must be tormented so?"

"Dr. Erskine, you are a very smart man. It's not torment. It's hardening. What's special, you ask? She's the child of a mutant who reacted positively to the blood injection of her mother's blood we gave her. And the result you've seen."

"Atmokinesis?"

"Very good, doctor. And the true beauty of children? They're unstable and easy to manipulate – with time of course. Now, it seems as if a demonstration and further explanation will have to wait."

She was dragged away.

A lone tear rolled down Grace's cheek.

Everything became black.


	5. Chapter Four: In the Darkest of Places

**A/N: I would originally have published this on New Year's Day, but I'm in doubt whether I'll have time tomorrow, so you'll get the chap tonight! Happy New Years to you all - stay safe from all the fireworks and I hope 2018 will treat you all well! :)**  
 **Disclaimer goes for all chapters.**  
 **Enjoy ;-)**

* * *

 **Storm Warning: The First Avengers**

 **Chapter Four: A Light in the Darkest of Places:**

* * *

" _Courage, dear heart." – C.S. Lewis_

 _June 6_ _th_ _, 1937 – Somewhere in Germany_

For some reason, Grace knew that today was a special day – or at least it used to be. Although Grace wasn't aware of when it was day or night visually, she had picked up on the guards' behavior. There were around three-four rotations of two guards each time depending on when she had been awake. The guards in the morning and in the night were usually grumpier and more irritable than the guard rotations during day time. With that said, the guards still weren't saying anything to her besides an occasional sneer. They were barely sparing her a single glance. She felt isolated, cold and alone. And that was even though Dr. Erskine was there. He would occasionally visit her whenever Mr. Schmidt would let him. Dr. Erskine's name was Abraham, and he was from Germany, just like most of the men holding her, he told her. He was a nice, elderly man with a good heart and a genuine curiosity about her and her family. Grace hadn't trusted him at first – she hadn't trusted anyone since she had been taken here. But then he started talking about his own family, and how they also had been taken from him by Mr. Schmidt and his men. They were still alive, his wife and his two children – a boy and a girl – but they were being kept from him until Dr. Erskine had done what Mr. Schmidt wanted him to do. Grace didn't know what it was because Dr. Erskine hadn't told her. But she recognized the pain and sadness in his eyes that mirrored her own. In the start, it had mostly been Dr. Erskine who had done the talking, which Grace had secretly loved and found refreshing. His voice was soothing and he made it easy for her to understand what he was saying. Slowly, Grace had begun uttering a few words, only to soon communicate in full sentences and asking questions herself. And lately, Grace had found herself smiling for the first time in a very long time around Dr. Erskine. He was a teeny tiny light in the darkest of places. She still found it difficult to sleep at night, knowing that he in reality was as much a prisoner as her and that he had no control over the men holding them. He couldn't protect her in the end.

The guards had left their post at the cell for an early lunch break. Grace had found out that there were two types of guards. They were all loyal to Mr. Schmidt and "HYDRA" as they called themselves, but there were those guards who were hell-bent on following their instructions to the dot, never leaving one second before their guard duty were over, and then there were those who often got away with going to lunch a while earlier.

Grace stiffened at the sudden noise of the familiar rustling of keys and marching footsteps. Her eyes narrowed warily as the footsteps neared the cell, but she relaxed visibly more when she saw that it was Dr. Erskine flanked by a couple of guards. The young girl watched the guards' movements closely, but her attention shifted to Dr. Erskine when she heard his voice humorously addressing the guards, "Thank you, gentlemen. I think I'll manage the last few meters by myself, if you don't mind."

Grace watched the guards' reaction. Nothing. They didn't even react to the missing guard post, so she guessed it was the second type of guards on duty so far today. Grace flinched lightly when of the guards took out a key and opened the door to the cell with a clang. Dr. Erskine entered the cell, his eyes remaining focused on Grace' small form in the corner of the cell. She flinched again as the cell was closed and locked and the guards suddenly turned on their heel simultaneously and marched away.

"You would think they have practiced that once or twice, don't you think, dear?"

Dr. Erskine's playful smile caused Grace to smile, the smallest of giggles escaping her lips. She was afraid to show any glee, afraid that Mr. Schmidt would hear of it and take Dr. Erskine away, so she wouldn't see him again.

Dr. Erskine smiled softly at her. "I believe someone is a year older today."

Grace tilted her head, obviously confused. "What?"

"Happy Birthday, Grace." Dr. Erskine smiled sadly.

"What's the date?" The young girl asked, dumbfounded and full of disbelief. It was her birthday?

"Thursday," Dr. Erskine informed. "June 6th 1937. I suppose that being down here is a bit confusing?"

Grace looked down and shook her head a couple of times. Emotions welled up in her. Another birthday without her family. She questioned a lot why she was the one still here besides from the fact that Mr. Schmidt had chosen her to experiment on.

" _Maybe that's it,"_ she thought. _"I'm only here because of the experiments."_

"So, how old are you now?" Dr. Erskine asked gently.

Grace looked down at her fingers and slowly started counting, "Nine."

"Eight." Dr. Erskine corrected softly. "Happy eighth birthday, dear."

"Thank you," Grace replied quietly as she wrapped her arms around herself. She didn't feel excited anymore. Dr. Erskine then observed her concernedly.

"Why the sad face, Grace?" the older man asked.

"I just want to go home. I don't want to be here anymore." The little girl replied with such innocent determination that almost made Dr. Erskine smile.

"I can't blame you for that. I really don't want to either." Dr. Erskine told her quietly. "But we have to be strong. Hopefully, it won't be long before the both of us will be leaving this place."

"Do you really think so?" Grace asked, a tiny new hint of hope in her voice. Dr. Erskine hesitated for a moment, contemplating whether it was a good idea to promise the little girl anything. Truthfully, he didn't know what Johann Schmidt's end game was, but he had to be strong for the girl before him, protect whatever innocence that hadn't been knocked out of her.

"I can feel it." He told her genuinely.

Grace didn't reply and looked around the cell. Then her eyes met the doctor's and she asked, "Doctor Erskine? What would be the best birthday present for you?"

Dr. Erskine smiled, pretending to be thinking about it for a moment before answering, "To know that my family is safe and healthy, I think. What's yours?"

"To get my mother's necklace back." Grace answered with no hesitation. When Dr. Erskine looked confusedly at her, the eight-year-old elaborated, "My mother gave me a locket formed as a water drop with a miniature photograph of all of us inside it shortly before she and dad…."

Grace hesitated, feeling the tears press on. Dr. Erskine's eyes looked mournfully to the floor as she finished, "But they took it from me."

"I'm really sorry." Dr. Erskine told the eight-year-old, inwardly cursing at himself. What good would his apologies do?

"It's not your fault." Grace replied softly, looking to the older man.

Dr. Erskine hesitantly reached for the youngster's hand. She froze for a second, but let him take it.

"We need to have courage, Grace." Dr. Erskine told her. Grace nodded and gave the older man a small smile.

The both of them nearly jumped when the rustle of keys suddenly sounded aloud, followed by heavy footsteps. Grace froze and looked panicked at Dr. Erskine, who in return sent her a calm look, trying to remain calm for the both of them as a help to Grace. Two new guards arrived.

"Visit's over." One of them spoke gruffly before he nodded at the guards by the cells, where after one of them opened the cell.

"Dr. Erskine." Grace said, anxiousness building up inside her.

"It's okay, Grace." Dr. Erskine assured her. "Happy Birthday."

"Let's go." The same guard spoke and yanked Dr. Erskine out of the cell – so hard that he almost fell over.

"Dr. Erskine!" Grace called alarmingly. Before she noticed what was happening, her hand went up and the guard flew into the bars, knocked unconscious.

"Subdue her!" the second guard yelled. Grace cried out as she was grabbed roughly by the two guards who usually guarded the cell.

"Be careful with her!" Dr. Erskine called out in alarm, but was held back by the guard in command.

"Take her to isolation." The guard commanded. Grace screamed as she was injected with something in her arm. She looked panic stricken at the doctor.

Dr. Erskine fought against the guard's grip. His heart sunk when he saw that the innocent, hopeful light in the little girl's eyes suddenly disappeared shortly before they closed, her body going limp because of the injection. Dr. Erskine let himself be taken above the surface and led to his room. As the door locked behind him, he cursed at himself. He had told that girl to be strong and have courage. She had lots and lots of it, Dr. Erskine could see, but he let them take that from her. The older man was torn. He had a family to protect by cooperating with Schmidt and HYDRA, but his morals were tested time and time again because of what he was seeing being done to a girl younger than his own daughter. Exhausted, Dr. Erskine sat down on his bunk of a bed and buried his head in his hands. It seemed as if no matter what he did, someone always got hurt. The haunting sight of Grace's innocence leaving her eyes in front of him danced before his eyes every time he closed them. Whatever progress he had made with her seemed to have been washed away with a single action.


	6. Chapter Five: The War and the Serum

A/N: I am so sorry for the long wait, but I'm currently figuring out what I should study when I hopefully enroll at university in September, so until then at least, the updates won't be frequent, but I promise to do my best.  
Disclaimer goes for all chapters.  
Enjoy ;-).

* * *

 **Storm Warning: The First Avengers**

 **Chapter Five: The War and the Serum**

* * *

 _"Death is not the greatest loss in life. The greatest loss is what dies inside while still alive." - Tupac Shakur_

 _September 1_ _st_ _, 1939_

"Again."

Nervous drops of sweat drizzled down Grace's neck as she with shaking hands tiredly glanced at the man hovering over her, utterly terrified.

"I-I can't." The little girl stuttered, flinching instinctively although the man hadn't put a hand on her.

 _"But they would have..."_ She thought – only if it hadn't been for the visitors on the other side of the bulletproof glass. Something was happening that left her captors delighted and strangely talkative.

"Again," the instructor told her again, sending her a look that told her not to disobey, _"..please._ "

They were Germans Grace had learned, just like Dr. Erskine. But Dr. Erskine was a nice German whereas their captors weren't. Grace looked at her instructor one last time before she with a gulp looked ahead at her target again – a stuffed dummy on a stick. Hesitantly, she held both her palms out towards the stuffed dummy. And she concentrated. Or at least she tried to. Her hands were continuingly sweaty and shaky, and it seemed as if the more she tried to focus, the more she shook. The instructor looked impatiently towards the large bulletproof window where his superior stood with Dr. Erskine by his side and several scientists and these strange visitors behind them. The superior looked just as impatient back at the instructor and nodded curtly. Grace watched their exchange warily, knowing that no good would come out of it. If only whatever was inside her would cooperate with her for once...

She flinched as she heard it. The sound like when someone lit a match. The whip. It cracked once right beside her. She whimpered and flinched away.

"Again." The instructor repeated, putting pressure on every letter possible.

Grace looked towards the glass and at the people behind it. She immediately locked eyes with Dr. Erskine. His brows were furrowed deeply in concern, his eyes lightning with rage and sadness. He noticed her hopelessness, and sent her a comforting smile, telling her that it was okay and that it would soon be over.

"Maybe all we need is a little motivation, huh?" The instructor then spoke and looked to the glass. "Send the doctor in here."

Grace stiffened and weakly began to protest, but the instructor's stern glare silenced her. Dr. Erskine was pushed into the room, and the instructor pushed the doctor to the ground, placing the whip over his shoulder, ready to strike at any second.

The instructor smirked wickedly at her. "Again. Or the doctor will suffer because of your disobedience."

"Please, don't." Grace whimpered, tears beginning to blur her vision.

"Doctor Erskine." Grace pleaded.

"It's okay, Grace. Everything's going to be all right." Dr. Erskine told her soothingly with a small smile.

"Do it!" The instructor demanded, readying the whip for impact.

Grace then looked back at the target, putting both of her hands up towards the target, trying to focus once again.

 _"Come on, please. Just one more time."_ Grace begged inwardly.

First there was nothing, and Grace could practically feel the anticipation vibrating from the people behind the glass.

If she could just...

Then she felt it. A bubbling sensation starting in her stomach which then poured throughout her entire body. It was more intense than she had ever experienced before. She wasn't just scared...she was...angry. With an inward push, Grace released her power where she in a flash had knocked over the dummy and with her other hand directed towards the instructor, who gasped as the whip for one second had been in his hand but the next it was wrapped around his neck. The instructor began to gasp for air, as Grace directed her full attention on the man, where all of her anger and other emotions followed. She was tired, scared, angry. She didn't understand why all of this was happening.

"Grace, stop!" Dr. Erskine's voice demanded.

Her eyes locked with his, and she felt a lump in her chest when she saw the shock on his face.

Grace immediately let go of her control over the whip, the instructor immediately falling to the ground, wheezing after air while clutching his neck. What had gotten into her? She could have...killed someone. She jumped as the window then was shut loudly. Grace then looked to Dr. Erskine again, who was looking at her observingly.

"I-." Grace croaked, trying to explain to the doctor how she felt, but the words just wouldn't come out. The older scientist felt extremely bad for the little girl, but in those few minutes before, he couldn't recognize the girl he had gotten to know. But seeing the horror on her face reminded him. She was just a little girl still. A little girl with unnatural extraordinary powers. She couldn't control them.

"Grace." Dr. Erskine then said calmly and walked towards her slowly, "It's okay. You stopped it. That's good."

Grace looked at her hands before looking up at the doctor, tears slowly beginning to cascade down her face as she closed the gap between them by wrapping her arms around him as far as she could reach. "I didn't mean to, Dr. 'skine. But I didn't want him to hurt you or me anymore..."

"Es ist gut." Dr. Erskine soothed. "All ist gut."

 _It's good. Everything's good._

Grace had, despite her young age, slowly caught some German phrases here and there. She had just begun to relax when the door then was thrown open, and the instructor's superior entered with several guards.

"Put her back in her cell. Bring the doctor to Dr. Zola." The superior barked. Two guards immediately separated the two of them, one of them taking Grace roughly by the arm, escorting her out to loud protests from Dr. Erskine.

* * *

Grace's eyelids fluttered as she woke up by hearing a huge amount of activity above her. She frowned, still half-asleep. There wasn't supposed to be anything but concrete above her. She winced as she heard several cracks from her body as she moved. She had slept soundly, but she wondered how she could now when she was awake, instantly feeling extremely sore all over from lying on the stone-hard, cold, concrete floor. She sat up and looked up. The concrete was still there, but she could clearly hear it. It hadn't been something she imagined. For the first time since she got there she could hear activity above the basement where the cells were situated.

She then heard the usual rustle of keys from down the hall, and that usually meant that Dr. Erskine was on his way. So, Grace sat up, happily accepting the company of the German scientist. Grace's brows furrowed when just a single guard appeared behind Dr. Erskine. She noticed how the guard did everything to prevent meeting her gaze as he shakily opened her cell, closing it again after Dr. Erskine walked in and scurried away hastily again.

"You're famous upstairs today, my dear." Dr. Erskine told her with a small smile, although his voice sounded concerned. Grace bit her lip and bowed her head.

"Maybe even that much that it overshadows the news from Poland."

Grace looked up curiously, only to see Dr. Erskine looking extremely troubled. "What news from P—Po—land?" She questioned, trying very hard to pronounce Poland correctly, wherever that was.

Dr. Erskine met her glance. "Germany has invaded Poland on a mad-man's orders. They've started a second world war."

Grace looked blankly at him. Dr. Erskine smiled softly, "My dear. I hope that you'll be out of this circus before long. Such innocence should never experience the horrors of war."

"No one should have to. War is not nice." Grace replied quietly.

Dr. Erskine smiled. "That's a very good point, Grace."

Grace simply smiled and looked down at the floor.

"How are you?" Dr. Erskine's voice was instantly one of concern.

Grace shrugged. "I've had worse, I guess."

Erskine's heart sank a little, hearing the girl's dismissal of the trauma she was being put through as if it was nothing.

 _"It's a defense mechanism, Abraham,"_ he reminded himself. _"Her little head can't cope with all the trauma, so it tries to push it back."_

 _"But what will happen when the memories resurface?"_ He argued back in his mind. _"Hopefully, she'll be far away from the hands of Johann Schmidt by then."_

The rustling of keys and Grace's uneasy voice broke him out of his inwardly debate. "Dr. Erskine?"

He turned and saw several guards approach Grace's cell resolutely. He stood up and protested, "What is the meaning of this? I was promised-."

"Quiet, doctor." An accented voice drawled. A voice that made shivers run down both prisoners' spines. Behind the guards approached Johann Schmidt the cell.

Schmidt nodded once at the guards who took ahold of a whimpering Grace, before the head of HYDRA looked to the scientist, simply stating, "I believe she is ready."

Dr. Erskine paled. "No, it's too early. Too premature."

"Dr. Erskine?" Grace questioned.

Schmidt shot the guards a sharp look. "Get her up for preparation."

Grace whimpered as she was taken out of her "safe" haven in the form of her cell as Schmidt motioned for the doctor to follow him. "Come along, doctor. It's your serum, after all."

"It's not ready." Dr. Erskine protested, trying to pry off the guards' grip on him.

"We'll see." Schmidt drawled.

* * *

Grace breathed heavily, trying to fight off another panic attack as she found herself standing in a tank of some sort, bound on both hands and feet. She had given up on struggling with everything and everyone. It was to no use. She wasn't strong enough, and it would only aggravate her captors further. Grace wanted to be as little and go as unnoticed as possible. Everything else was hopeless.

"Subject is locked and secured, Herr Schmidt." A scientist spoke right beside Grace as Schmidt walked in, followed by Dr. Zola and Dr. Erskine. Grace looked pleadingly at the latter, who looked back at the little girl with a brokenhearted gaze.

"Begin procedure..." Schmidt drawled, looking a couple of times back and forth between Dr. Erskine and Grace, "When Dr. Erskine has been kindly guided into the next room."

" _Was_?" Dr. Erskine was baffled, until his brows pinched together in anger, "You can't do this. It's too early. At least let me stay with her!"

Schmidt chuckled as two guards took ahold of Dr. Erskine, "And risk that you interrupt the procedure because of your weak and soft heart? Don't worry, doctor. You'll get to see your serum work, just from the next room. Go."

"Dr. Erskine!" Grace shrilled, struggling against the bonds that were holding her.

"Grace!" Dr. Erskine called back frustratedly as he was being led out of the door, "Be strong, dear. It'll be over soon!"

Grace whimpered as she saw Schmidt nod at the scientists, who then began to fuss around in the area around the tank. Up to now, the tank had been open at the front, but it now closed. There was a window in the top of the door, but Grace was too short to look through it. It was obvious that whatever this was, it was meant for someone older..and taller. Grace's eyes widened, "No, I don't want to. Please, stop, please!"

"Just a couple more minutes and you won't need to worry about the pain anymore, my dear." Mr. Schmidt told her. A machine was monitoring her heart beat and other stats and was beeping away. Then she heard the whirring. The mechanical whirring, who sounded like one big, complicated machinery. Grace suddenly felt wet around her toes. She let out a panicked shriek as she looked down and realized that the tank now slowly was letting water in. Cold water. She then began to struggle against her bonds, but to no use. She was too weak. Then suddenly, as the water had reached her knees, a mask maneuvered down from the top of the tank, closing itself around her nose and mouth tightly. For a short moment, it felt like she couldn't breathe, but then clean air again filled her nostrils and mouth. It was helping her breathe. Grace began to panic when the water reached her chest and was still rising. Only the bonds on her legs kept her grounded. Why was this happening to her? Why her?

"Soon, mein Herren." Schmidt spoke, "We'll have become part of an evolution and at the same time be closer to reach our common visions. Hail der Führer! Hail HYDRA!"

Grace closed her eyes shut tight as the noises all blended in with each other and water had risen to above her ears until she was fully underwater. She could hear what was being said weakly, although the water was filling her ears.

 _Beep. Beep. Beep. Beep._

 _"Hail der Führer! Hail HYDRA!"_

And then the pain hit her.

A piercing scream left her lips as she saw white with her eyes closed again. It felt like it was burning inside her, and she couldn't take it. It felt like a thousand needles were piercing her skin where after it was as if a fire had started inside her. Someone inside her were moving, growing bigger. And her body couldn't follow and embrace it. She struggled against her bonds wildly – and then she went limp. The beeps then became a single, long beep.

 _"Nooooooooo!"_

Grace suddenly felt warm and comfortable. She tried to move. She did so effortlessly. She wasn't bound anymore. Her head was on something soft. Something was weighing her down. But it was soft and smelled very nice. The same scent her brother would have when he would go out.

Someone chuckled. Grace's eyelids fluttered, but her eyes didn't open. She felt safe. A hand then swiftly caressed her cheek before moving up to remove her hair from her face. A gentle kiss then was pressed onto her forehead.

 _"It's not time for sleeping, Typhoon."_ A familiar voice spoke. _"Sleeping is for the dead."_

Grace's eyes shot open as she sat up with a gasp.


	7. Chapter Six: The Red Skull

**A/N: Disclaimer goes for all chapters. Enjoy ;-)-**

* * *

 **Storm Warning: The First Avengers**

 **Chapter Six: The Red Skull**

* * *

"What though the radiance that was once so bright, be now forever taken from my sight. Though nothing can bring back the hour of splendor in the grass, of glory in the flower; We will grieve not, rather find strength in what remains behind." - William Wordsworth

* * *

 _November 11th, 1940 – Castle Kaufmann, the Bavarian Alps_

Grace blinked as she with a yawn sat up and stretched her limbs. She then thought of her actions. There it was again. She wasn't sore all over anymore. The bruises on her body was non-existent. A little over a year had gone by since Johann Schmidt had changed her with Dr. Erskine's serum. Dr. Erskine called it a premature version of a so-called super soldier serum, made for the purpose of creating perfect soldiers. And she had survived it against all odds.

She was eleven years old.

She had been five years old when she had been taken by Johann Schmidt and HYDRA.

Her brother had been twenty one.

Six years.

Grace sat up and looked around. This cell had been her home for almost a year, but they all looked the same. Grace and Dr. Erskine had been moved around to various places, but she never really knew where she was. It was just another set of four concrete walls and some bars making up for her home.

Grace frowned and put her hands over her ears as she painfully heard the clicks from the heels of Schmidt's newest maid above her. Grace didn't know her name, but she knew what she looked like. She had made her way down into the dungeons a couple of times, which was something Grace thought she wasn't supposed to do. The maid had long blonde hair and blue eyes. She was quite pretty but something seemed off about her still. She did of course not voice her observations to anyone, not even Dr. Erskine, whom she hadn't seen in a while anyway.

Dr. Erskine had called her an enhanced. A person, who was given special powers by science. But when Grace had asked him why they had put her mother's blood in her, he had looked away and deflected the question. She had let it go, because she didn't want to upset the doctor. He was the only friend she had. Being enhanced on Grace's part, according to Dr. Erskine, meant that she had enhanced hearing and sight – she could hear and see something clearer than normal people could. That was also why she could hear the heels from the maid so clearly, and why she had started to notice several signs in the walls around her. Someone had obviously occupied this cell before her. But Grace had also become stronger and quicker. She was not just skinny anymore. More muscle had formed on the muscle groups throughout her body. But that also meant that more guards were assigned to guard her, and the bars had been reinforced. And the guards didn't hesitate in stunning her with some advanced technology whenever she was being trained and just didn't move fast enough when she was being led around.

She also felt a lot smarter, understanding a lot more about what was going on around her. Grace was also older, but she gave a lot of the credit to the serum. Oh, and then there was the tiny fact that she seemed able to control the wind to some extent, but it was something Dr. Erskine refused to comment on, looking down as if he was ashamed every time the topic came up.

"Nein!"

Grace jumped at the sound of the scream. She looked worriedly to the guards, who looked towards the end of the hall way. She couldn't see their faces, but she sensed that their bodies had tensed up rather quickly. The eleven-year-old then listened intently for more sounds that could tell her what had just happened.

Then she heard the sound of several bootsteps. Guards coming towards the dungeons. Grace automatically backed up into a corner. She felt pathetic. She had powers now. Why didn't she just break out of there?

 _"You know why,"_ her mind told her. _"Dr. Erskine is your friend. You wouldn't leave him here and as for the powers.."_

"I don't know how." Grace said quietly to herself, sounding a lot smaller than she was. Years of mistreatment, physical and psychologically had worn her down to the point of ridiculous insecurity. According to them, she was nothing. Dr. Erskine had said the complete opposite, but he was just one person against many.

She missed her mother, father and Jake. To the point where it broke her. She was helpless. She really was nothing.

She felt weird and unnatural. Her enhanced hearing, especially, had overwhelmed her. All the sounds and details she suddenly could hear filled her head, causing Grace to flinch at every minor noise she heard.

Grace absentmindedly made small movements with her fingers and almost immediately, she felt a tingle in her hand and a small gust of wind emerged from her fingers. Hydra encouraged her to practice – and with encouraged, she meant demanded. Had she not improved for each time they let her out of the cell, they threatened her and Dr. Erskine. Their threats against her didn't touch her. She felt numb from years of torture, and that was a fact Hydra also had discovered. Her weakness, they had discovered, was the people she cared about. She cared about Dr. Erskine. And so, she did Hydra's bidding.

Grace flinched as she suddenly heard something sounding like an animal howling. She looked towards the guards on the other side of the bars, who were watching her warily and confusedly as if they hadn't heard the same thing as she had.

The eleven-year-old looked down, slightly abashed and embarrassed by the weird glances the guards were sending her. She wrapped her arms around her knees and hid her blushing face from the lowest of her captors.

 _"Call up your men, dilly dilly._

 _Set them to work."_ Grace sang quietly, suddenly remembering an old lullaby she had heard since she could remember.

 _"Some to the plough, dilly dilly_

 _Some to the fork."*_

"Shut up!" A guard's sneer closed Grace' mouth shut tightly. Her lips trembled as she slowly lay down with her back towards the wall. Normally, when she was scared she would turn away from the threat, but paranoia had overcome her as she feared that she simply wouldn't wake up again one day if she wasn't cautious and alert. She slowly felt her eyelids become heavier and heavier as she lay there, completely still and silent. She had just dozed off when the doors to the dungeons were violently thrown open, and solid, marching boots slowly marched down towards the cell the furthest away from the door. Her cell.

Grace shot up, her heartbeat slowly increasing the closer the marching bootsteps came. Grace was exhausted. Some nights, she was getting little to no sleep at all because she was scared of them, of Hydra. Everything around her was terrifying, and she herself was a part of why she was terrified. She didn't know much about the world, but she knew that what they had done to her wasn't normal. She wasn't normal anymore. The things she could do was out of another world, and the fact that some incredibly smart people were thinking of creating something like 'the perfect soldier' wasn't something Grace could comprehend why they would do. War was a bad thing as it was, she had been told.

 _"Then why would you make it worse?"_ Grace thought sadly.

She first looked up towards the bars when the marching boots stopped outside her cell. What she saw, however, made her sit up instantly, her eyes widening in shock. In between two guards were a chained Dr. Erskine who looked like someone had hit him in the face on purpose. The guards threw the door to the cell open and followed up by basically also throwing Dr. Erskine into the cell before locking the door again, walking away with brisk and determined steps.

Grace waited a few seconds before she quickly, much to her body's chagrin as there sounded a light ritsj in her knees as she tumbled to her feet, only to fall onto her knees right beside a Dr. Erskine, who had taken a rather hard fall and tumble onto the hard concrete floor.

"Dr. Erskine, what has happened?" Grace demanded concernedly as she slowly helped the groaning, elderly scientist up into a sitting position. Dr. Erskine smiled a little at the young girl's improved pronounciation of his name. When he had just met her, she could only say Dr. 'Skine. She was truly growing up in front of him.

"I'm quite all right, my dear. Just took a little tumble, that's all." The scientist tried to reassure the little girl, but her small, stubborn glare told him that she didn't believe him even for a second.

Dr. Erskine then tilted his head lightly, his brows furrowing concernedly together at the events that had unfolded upstairs, which had caused him to be thrown in chains and into the dungeons like the real prisoner he was.

"After the.." Dr. Erskine hesitated in what he was about to say next, "successful experiment on you, I'm afraid Mr. Schmidt decided that I should inject him with the serum."

Grace's mouth opened and closed in shock, her eyes flickering nervously towards the bars.

"I refused, of course." Dr. Erskine continued. "Warned him that the serum was premature and not ready despite the success with you, but he wouldn't listen to reason. And I'm afraid the outcome of it wasn't what he had imagined."

"What happened?" Grace questioned nervously.

Dr. Erskine bit his lip, contemplating whether telling the young girl about something visual that easily could give her nightmares when she finally was sleeping. He had indeed noticed the heavy bags beneath her eyes and how often she yawned when he visited.

 _"The poor girl has been through much more at the age of five through eleven than an average adult man ever would."_ he thought sadly. Slowly, he took a gentle hold of both her hands, causing the young girl to look at him with those sad and with time, hollow green eyes in a questioning manner.

"This serum can cause side effects, and this time, it caused Mr. Schmidt's face to become disformed and red. And he sent me down here, as punishment for the serum's failure." Dr. Erskine explained as well as he could without going into many details.

Grace frowned, her face tilting curiously. "What does disformed mean? And what do you mean, red? Like when someone makes fun of you and you don't like it?"

Dr. Erskine couldn't help his lips quirking upwards at the eleven-year-old's curiosity despite the serious situation.

"Think..." Dr. Erskine hesitated, "a red skull."

"Red Skull?" Grace echoed in shock.

Dr. Erskine nodded sadly. "I'm afraid so, my dear."

"Does that hurt?" She then questioned, pointing at his right eye, which had received a good punch and had closed a bit. He could only imagine what it actually looked like to the small girl.

Dr. Erskine let himself smile reassuringly at the girl. "A little, but what doesn't kill you makes you stronger. Remember that, Grace."

He immediately cursed inwardly at his choice of words as the young girl visibly flinched at 'kill'. It was the early days of Hydra, Dr. Erskine admitted, although he had experienced the brutality of the science division, but he found it hard to believe that they ever would succeed in corrupting the young girl before him. Despite her imprisonment for years and Hydra's influence, Grace still wouldn't hurt a fly if she could prevent it.

The both of them looked up towards the hallway as the doors to the dungeons went up again. But this time, no marching boots were heard. Only a pair of light, timid footsteps. The adult and child both looked curiously up as they saw a small shadow approach in the light on the opposite wall outside their cell.

The small Swiss scientist, Arnim Zola, soon appeared. He stopped when his eyes met theirs, and with a small dismissive wave, he sent the guards on their way. When the scientist's eyes met them again, Grace inched herself closer to Dr. Erskine. She was both scared of the scientist and the power he held despite his smaller size, but she also felt protective of Dr. Erskine.

Soon, it would show however that in this moment, Arnim Zola solely had his small eyes squinted at Dr. Erskine with a satisfied smirk on his face to match.

"I need to thank you, Doctor." Zola spoke in his heavily, accented German-English directly to Dr. Erskine. "If it wasn't for the failure of the übermensch soldier program, I wouldn't have been able to come up with the opportunity to provide a technological alternative for my master's goals. "

Dr. Erskine glared at the fellow scientist, not afraid of the man in the slightest. Zola was merely a pawn in Schmidt's plans.

"It wasn't the program or the serum failing." He spoke bitterly, "It is your master who is failing at being human."

Grace watched the exchange concernedly as she slowly inched even closer to Dr. Erskine when Zola then let out a snort and smiled.

"Now, now, doctor." Zola remarked dryly. "I'd be careful from here on out if I were you. Or the _unfortunate_ disfigurement of my master might result in an order of execution against you and your family. Maybe you'll even cause dear Grace's unfortunate demise if you aren't careful."

"Yet I'd never stoop so _low_ as to threaten the lives of children and an eleven-year-old little girl while she hears it." Dr. Erskine remarked cooly.

Zola's smirk stiffened for a split second, before he cleared his throat and said loudly, "I believe I am done here."

Almost immediately, the guards guarding the cell came back as Arnim Zola, with a last satisfied look at the two prisoners, walked away the same way he had come.

As the guards settled at their posts, the two prisoners sat back in silence. Grace felt unsettled at the scientist's threats, but even more so when she realized that Dr. Erskine was down in that cell to stay, treated like she had been treated for so long. She wasn't stupid. She knew what that meant. Their chances of getting out and away from HYDRA's clutches just became next to impossible.

With tired, hollow green orbs, Grace looked helplessly at Dr. Erskine. "What is going to happen to us, Dr. Erskine?"

The little girl's blunt question hit the older man directly in the chest where it hurt the most. He felt such empathy towards the little girl in front of him. To her, this must be a nightmare that was never ending, no matter how hard she tried to wake up. She had been held captive, tortured physically and psychologically for six years of her life – six years which normally contained happiness and childish laughter. But fate had bestowed Grace Thomas a different destiny. Because he was a scientist, he held no special care for praying to God. Instead, he believed in the universe and evolution. And in this case, he thought the universe was cruel.

"I don't know, Grace." Dr. Erskine spoke silently, the hope slowly leaving him, but he didn't want her to feel that. "But we'll figure something out."

* * *

 _* Lyrics: Lavender's Blue (Dilly Dilly) ~ Cinderella (2015) Original Movie Soundtrack_


	8. Chapter Seven: A One-Woman Army

**_A/N: So sorry for the long wait - hope this makes up for it x C_**

 ** _Disclaimer goes for all chapters._**

 ** _Enjoy ;-)._**

* * *

 **Storm Warning: The First Avengers**

 **Chapter Seven: A One-Woman Army**

* * *

 _"Being a woman is a terribly difficult task, since it consists principally in dealing with men." - Joseph Conrad_

* * *

 _November 13th, 1940_

"Grace? Grace, wake up, dear."

A light hand on Grace's shoulder gently roused the eleven-year-old from her sleep. Grace groaned as she opened her eyes, her lids immediately fluttering in the attempt to remove the sleep from her eyes. That was when she heard the amount of activity going on upstairs with her enhanced hearing.

"Dr. Erskine?" She questioned drowsily, "What's happening?"

"Don't know," the scientist replied quietly, "but something's stirring. They're bringing food around."

Grace slowly sat up by the news. That meant it had to be around dinner time, but there was an unusual commotion upstairs, more than there had been ever before.

Just then, a guard arrived with a tray containing what looked like boring left overs, meant for Grace and Dr. Erskine. The guard swiftly put it under the bars and without a second glance upon them he left again. Grace merely stared at the food. Hydra had always fed her, and if she didn't eat purposely for days and they noticed, they would force her to. They kept her there, somewhat healthy for a reason, a reason Grace wasn't sure she would like. Meanwhile, Dr. Erskine had made his way towards the tray of food and had picked up two stale lumps of bread, one of which he held out towards her, a pointed look upon his facial features.

"You need to eat," he told her, insisting that she took the bread.

Grace grimaced as she ignored her growling stomach and crossed her arms over her chest and sent the older man a stubborn look, the sight causing Dr. Erskine's lips to quirk upwards.

"How do you know it's not been poisoned?" Grace questioned suspiciously.

Dr. Erskine let out something qualifying as a snort by the youngster's suspicion. "I don't. But what I do know is that you're hungry and a young girl like you needs to eat regularly."

Grace sat down, gazing up at the scientist, "With regularly you mean whenever they decide to give us food?"

Dr. Erskine frowned at the very adult observations coming from the little girl's mouth. And then he observed how she was staring blankly at nothing again, but he could see it in her eyes. The wheels in her brain was churning, fighting to keep herself on the surface. Those eyes had seen more and her body had experienced more than what ordinary eleven-year-old's ever would. Such traumas as she had endured left scars, and Dr. Erskine doubted how much longer she could put up that wall. Dr. Erskine had watched her closely, and for each day, he saw another crack, another insecurity, another sign of Grace giving up. She had withstood six years of Hydra's imprisonment and these six years were close to being the drop. She had endured longer than anyone else would have thought when she was just like him, he knew. Hydra had written long reports on her, almost for every day of her imprisonment. He had seen them. Seen what they had done to her and made her do.

It scared him senseless what a human being could do to one another without flinching even a bit.

The clacks from a pair of heels interrupted his train of thoughts. Soon, light filled the hallway in the dungeons along with classical music, only to disappear again as the doors were closed. The pair of heels approached elegantly and the guards by the cell straightened up.

"Good evening, boys." A familiar voice spoke in heavily accented German. "I thought I'd bring some dinner for you – fresh from the dinner table."

Grace's eyes widened slightly as Schmidt's maid came into view with a large tray of fresh food in her hands. She had learned that the maid's name was Eva, and that Schmidt had recruited her some time after having moved Grace and Dr. Erskine to this place. She had blonde hair reaching roughly just below her shoulders and bright, blue eyes. An 'Aryan wonder', Dr. Erskine had called her, whatever that meant.

The guards looked suspiciously at the maid at first, but was soon tempted by the food on the tray. It could also have been because of her looks and how she was blinking with her eyes at them. Grace was observant and found the latter option possible, but not something she wanted to think further into, for obvious reasons.

Grace watched as the guards stuffed themselves with food but her eyebrows raised when she saw the smug look upon Eva's face. Then suddenly, the guards stopped eating abruptly and started swaying until they at last fell to the ground, knocked out cold.

"Nighty-night, boys."

Grace's eyes widened as Eva, or whoever she was, spoke next. It was no longer a heavily accented English-German she spoke, but rather a much cleaner English accent that wasn't American though.

Next, Dr. Erskine took a protective hold of Grace as he looked at the knocked out guards and next at the mysterious woman, who was now looking for something in the guard's pocket.

"Who are you?" Dr. Erskine questioned suspiciously.

Then the woman's lips quirked upwards as she stood up, keys in hand. With her other hand, she grabbed ahold of her hair and pulled. The blonde hair came off and was instead replaced by a brown color of the same length as the wig. What was truly different was the wavy curls.

"Dr. Erskine, I am Agent Carter of the Special Operations Executive, and I am here to rescue you and Grace." The woman spoke, a serious look on her face. But she didn't seem strict. Her face had a kind glow to it.

 _"Well, that explains the accent."_ Grace thought.

She grimaced next however as this Agent Carter bowed down and then put two fingers into each of her eyes. What was she doing? Shortly after, something fell out of her eyes as she removed her fingers, and as she looked up, Grace realized that she had been wearing some form of blue lenses, because the eyes of Agent Carter that was looking at her now were a pretty and warm brown color.

Agent Carter opened the door to their cell and ushered them out, motioning for them to follow her. From out of nowhere, it seemed, she had grabbed a weapon Grace recognized as a gun, which had been hidden by her loose-sitting shirt by her hips. Grace stepped back at the sight of the weapon, but Dr. Erskine took a gentle hold of her hand, squeezing it softly. Agent Carter looked concernedly at Grace.

"She's had some bad experiences with weapons." Dr. Erskine explained. Agent Carter nodded once, lowering her gun a bit out of Grace's sight. The young girl was grateful for the gesture.

They snuck towards the door that lead them out of the dungeons. Grace looked uncertainly back at the fallen guards behind them.

"Are they dead?" She whispered sadly while looking back at them before looking at Agent Carter.

"No," Agent Carter replied gently. "They're just sleeping."

Grace let it sink in and was slowly reassured. It was all very surrealistic. Were they really getting out of here? Dr. Erskine and Grace followed Agent Carter's every move and stayed real quiet as they slowly snuck their way through the compound which Grace had rarely seen anything off. But she shivered violently, the fear crashing down on her for every place they passed which she recognized. They seemed to be led upwards, but upwards to what? Surely, there were many guards the higher up they came. A thesis which was confirmed as they were nearing the end of the 2nd floor. They heard voices.

Grace heard Agent Carter mutter something under her breath before the agent hastily led them into a dark, one-way corridor.

"What do we do? Where are you taking us?" Dr. Erskine whispered while keeping a gentle hold of Grace's shoulders.

Agent Carter then pulled out her gun, Grace gently backing away only to be stopped by Dr. Erskine's form. The agent locked the gun before opening the magazine. Grace could just about see that the magazine was full. Agent Carter then loaded and unlocked the safety of the gun.

"The roof," she replied as she looked up at the both of them. "As for what we do, stay behind me and do everything I say. I'm afraid this is necessary if we are supposed to have a chance to get out of here. Try not to look too much, just move along as quick as possible."

The last remark was directed at her, Grace guessed and she looked up at Agent Carter, who met her glance with a questioning look.

Slowly, Grace then nodded and Agent Carter sent her a comforting, small smile in return before she turned around again, going into agent mood. Grace noticed the agent's shoulder tensing and how she took a few deep breaths. Then, with no warning Agent Carter stormed out of the corridor they were hiding from, the first few loud bangs already erupting from her gun. Dr. Erskine and Grace followed without any hesitation. Grace tried to heed Agent Carter's advice and succeeded for the most part, seeing that they were moving fast through the hallway. But she did catch a glimpse of those gruesome red marks on the guards' bodies. A painful flash of a memory passed Grace's eyes, causing her to grimace.

"Come now, Grace," Dr. Erskine panted beside her. "It's almost over."

Grace obliged and kept up. The three of them stopped by the end of the hallway, when they reached another door.

"This is the last hallway before we reach access to a stairway that leads all the way to the roof. If everything goes well, we'll be out of here in no time." Agent Carter told them gently.

"Thank you, agent." Dr. Erskine told the young woman sincerely. Grace simply smiled at her. Agent Carter simply sent a small smile back before the three of them nearly jumped by a loud, scratching noise coming from Agent Carter's hip. Muttering something under her breath, she briefly looked behind them, making sure they hadn't attracted anymore attention. Then she pulled out a black thing with all sorts of colorful buttons that scratched terribly.

"Damn it, Howard. What did I tell you about radio silence until I contact you first?" Agent Carter snapped into the thing.

"That's a walkie-talkie." Dr. Erskine explained into Grace's ear. "It's used to communicate with people over a distance."

Grace merely nodded as she watched Agent Carter roll her eyes at the walkie-talkie before she sighed, "Package is secure. Just be ready, Stark."

Without another word, Agent Carter put away the walkie-talkie again before looking at the two of them. "Ready?"

Dr. Erskine and Grace nodded once. Agent Carter nodded once before she opened the door, and they snuck down the hallway. They weren't left in peace for long, however, as soon guards came into view. Agent Carter didn't hesitate in shooting them, and Grace tried to stifle the small jumps she did at the sound of every bullet as they kept running.

"I got them!" It then sounded behind them. Grace panicked as she and Dr. Erskine duck while Agent Carter was busy with guards in front of them. The eleven-year-old looked back and saw two guards approaching with their weapons pointed right at the three of them. It bubbled inside her as her panic increased and the fact that Dr. Erskine's grip on her hand tightened. Scared, with tears rolling down her cheeks, Grace lifted her shaking arm as she tried focusing on the guards in front of her, getting ready to shoot them down. Realizing nothing happen, Grace closed her eyes, small sobs leaving her mouth, waiting for the pain from the bullets to hit her. It had been too easy getting out, after all. But the pain never came. Instead, she felt her hand tingle, followed by the feeling of her hand being pushed towards her. Grace fell onto her bottom with a grunt. She heard Dr. Erskine gasp beside her and the sound of shooting subsiding behind them. Grace looked up to see destruction in front of her. A piece of the ceiling had crumbled and the guards from before were nowhere to be seen.

 _"Did I do that?"_ Grace thought fearfully. She then gasped, tears filling her eyes once again when she saw something black being stuck underneath the debris. The guards had been wearing black.

"Impossible." Dr. Erskine's astonished voice spoke beside her.

"We need to keep moving. We're almost there." Agent Carter reminded them, sounding a bit out of breath. When Grace turned around, she noticed that Agent Carter was too staring at the destruction a bit longer with a surprised look on her face before the trio continued down the last part of the hallway.

They reached the door to the stairway without further ado, but the door to the left of them were open. Grace peaked inside and saw a dinner table with various food on plates, and about a dozen passed-out dinner guests. Grace recognized the scientist, Arnim Zola, among them.

"You did this to everyone? Besides the ones out here, I mean?" Dr. Erskine questioned behind Grace.

"Strictly a Rescue Op, Doctor." Agent Carter said. "The rest is considered collateral damage."

"Remind me never to get on your bad side and show up at the wrong place the wrong time, Agent Carter." Dr. Erskine spoke lightly.

"Duly noted, Doctor." Agent Carter replied dryly in her British accent.

The three of them then left the warm hallway for the slightly colder stairway. They ascended the stairs quickly. Grace could feel her heartbeart increase the more staircases they climbed. They could hear more and more activity as they climbed the staircases. The ones Agent Carter had sedated were slowly waking up, leaving Grace wondering if they had noticed their escape yet.

After climbing a couple of levels of stairs, the three of them reached the top where they stopped right in front of the door that would lead out onto the roof and thus to freedom. Dr. Erskine panted rather heavily beside Grace. The girl didn't seem faced by any of the exercise. Agent Carter had just grabbed the doorhandle when Dr. Erskine's labored voice made the agent freeze, "Agent Carter? Please let me free my family from the concentration camp in Dachau once we're away from here."

Grace watched Agent Carter tense up. The young agent sighed before turning to slowly address the German scientist.

"I'm sorry, Doctor." Agent Carter spoke slowly, a genuine sadness obvious to trace in her voice. "But your family died three years ago."

Grace immediately felt Dr. Erskine stiffen up beside her as her own mouth slowly opened in shock, tears slowly building up in her eyes. Dr. Erskine had told her about his wife and two children, a boy and girl. His face had lit up every time they talked about them. How could anyone be so cruel and keep his family's deaths from him?

"How?" Dr. Erskine questioned in a dangerously low voice.

Agent Carter looked sadly at the scientist. "Typhus outbreak. It killed thousands of people at the camp."

Grace looked up to see Dr. Erskine who had a darkened expression on his face. Then, abruptly, the older man turned on his heel and began to walk down the stairs.

"Dr. Erskine, wait!" Agent Carter called frantically as a loud sound erupted, sounding like a door being thrown open deep down below them.

Dr. Erskine turned, an impatient look on his face. Grace's eyes nervously flickered to and forth between the two adults.

"Please," Agent Carter pleaded. "I cannot possibly imagine what you must be feeling right now, but the best way to get your revenge on Schmidt and HYDRA and avenge your family is to bring you to America where the serum will aid the allies in this war. Schmidt's strength is unbelievable now and if you go after him, it would result into a meaningless death, maybe two."

Agent Carter looked pleadingly at the scientist before motioning to Grace with her eyes. Grace met Dr. Erskine's gaze with a scared and pleading glance. He was all she knew and was familiar with. She didn't want to go with Agent Carter alone. Dr. Erskine was her friend. She would go wherever he went.

A few seconds went by where Dr. Erskine was merely looking the small girl in the eye before he ascended the few steps up which he had taken down again and gently took ahold of Grace's small hand. Agent Carter smiled softly at them and nodded at the doctor, before she grabbed ahold of the doorhandle again. And this time, she pushed it open.

"Stark, now. Repeat, now!" Agent Carter called over the walkie-talkie as they pushed themselves out of the door.

It wasn't only the cold November air that hit Grace as a slap to the face when they rushed out onto the roof. It was the fact that she hadn't felt this cold in a long time. Shivers shook her entire being as she led herself being dragged along by Dr. Erskine. She had been isolated, beaten, broken for six years. Six years. And now she was escaping. They were actually getting out of HYDRA's wrath. It was almost too good to be true.

It was pitch black around them and a sharp wind nearly knocked Grace over.

"Get back!" Agent Carter called as she slammed the door behind them shut. They obliged and immediately went to her, when the wind suddenly turned up a notch, if that was even possible. And then she heard noise. Lots of it.

As she looked up, she finally saw it. An enourmous, flying machine descended through the air and was set on landing a bit in front of them. Grace grabbed tighter onto Dr. Erskine's hand as Agent Carter slowly led them towards the mechanical beast, which roared and complained. There were propels at one end, circling dangerously.

Grace didn't know how it happened, but somehow her hand had slipped out of Dr. Erskine's as they made their way towards their escape transport. Mesmerized, Grace turned and looked back at the door a little away from her. The door that led to her captivity, and which also had been the door to her freedom.

"Grace!" Dr. Erskine called, but Grace ignored it.

A weird feeling settled in Grace's heart. After six years, she was finally slipping out of HYDRA's grasp. But, it had also almost been all she knew. She remembered bits and pieces of before HYDRA, but it was too painful to walk around and cling onto. She didn't want to remember. She just wouldn't. Then the physical pain was easier. And she didn't know the people who rescued them, besides from Agent Carter, but she didn't really know her either. She didn't even know the woman's real name.

"Grace!" This time, Agent Carter called her name.

But Dr. Erskine apparently trusted her. And Grace trusted Dr. Erskine.

Grace tensed as a pair of arms suddenly grabbed her around the waist from behind.

"Come on, sweetheart. Time to go." A male voice said loudly into her ear as he effortlessly lifted her and jogged towards the machine. Just as they reached the small door in the machine where Grace could see a small light through, she bit the stranger in his hand, making him let go instantly with a hiss before she practically jumped through the door.

"Let's go!" The man behind her yelled at someone as he swiftly shut the door behind him. Grace looked around and immediately rushed past Agent Carter to Dr. Erskine, who let her lean against him as she took in her new surroundings.

At the ceiling of the aeroplane, as Agent Carter called it, a petroleum lamp hung, lighting up the interior behind the glass. Only Agent Carter and the man, who had grabbed Grace, were there with them, meaning there had to be someone else who was flying the plane.

"She bit me." The man spoke to Agent Carter, who rolled her eyes at him.

"What had you expected, Stark?" was the agent's remark.

Grace almost found the look of light offense on the man's face and the offended tone in his voice to be funny. The man was young as well as Agent Carter, but was perhaps a couple of years older with jet black hair and just as dark eyes along with a light, dark moustache above his upper lip. Was he an Agent too?

"Dr. Erskine," Agent Carter spoke formally, "This is-."

"Mr. Stark." Dr. Erskine acknowledged, a surprising hint in his tone.

"Doctor Erskine, it's a pleasure to see you again." The man Dr. Erskine referenced to as 'Mr. Stark' replied.

"Likewise, though I'd wish it was under better circumstances." Dr. Erskine nodded with a small smile before motioning to Grace. "And this is-."

"Grace Hazel Thomas, daughter of Evelyn and Daniel Thomas." Howard Stark interrupted with a smirk towards Grace.

Grace's eyes widened as she immediately looked away from the man and buried her face in Dr. Erskine's side in fright. How did this man know who she and her family was?

"Splendid." Agent Carter replied. "Now you've scared her senseless, Stark."

"Oh." Grace could hear the frown and concern in the man's voice. "Sorry about that."

"Grace." Dr. Erskine said softly, trying to wrestle her out of his grasp, but she was too strong. "It's okay. We're safe now. Mr. Stark is one of the good guys."

Howard then cleared his throat. "Has Agent Carter explained the course of action, Dr. Erskine?"

"Briefly, I'd believe." Dr. Erskine's chest vibrated as he spoke, Grace could feel as she slowly began shutting down.

"Nontheless, welcome to the Strategic Scientific Reserve, Doctor. You're both in for quite a ride." Stark said softly.

"Thank you, Mr. Stark." Dr. Erskine replied gently.

Silence then ensued for a few minutes before the man spoke again in a disbelieving voice, "She _bit_ me, Peggy."

"Good girl."

Grace's lip quirked upwards at Agent Carter's humorous reply, her eyes growing heavier and heavier before they closed completely.


End file.
